REPORT INTEGRATED - samro
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CONTENTS ABOUT THIS REPORT 1 Financial information 1 Reporting frameworks and regulations 1 Assurance 1 Approval of the integrated report 1 2018 AT A GLANCE 3 Distributions for the year to 30 June 2018 3 Our performance in numbers 3 Why become a member 4 ORGANISATIONAL REVIEW 5 CHAIRPERSON’S REPORT 6 OUR VALUE CREATION PROCESS 9 Stakeholder engagement 12 Material matters 14 Strategy 15 CHIEF EXECUTIVE OFFICER’S REPORT 16 Value added statement 21 OUR SOCIAL IMPACT 22 The SAMRO Foundation 23 Transformation report 28 Our people 30 HOW WE ARE GOVERNED 32 Effective and ethical leadership 34 Board members 36 SAMRO’S leadership 37 Group operation and management structure 38 Board committees 42 How we ensure good governance 43 RISK REPORT 46 Risk policy and management 46 REMUNERATION REPORT 49 Remuneration strategy and policy 49 Overview of remuneration 49 Directors’ responsibility statement 52 DIRECTORS’ REPORT 53 CERTIFICATE BY COMPANY SECRETARY 54 INDEPENDENT AUDITOR’S REPORT ON THE SUMMARY CONSOLIDATED AND SEPARATE 55 FINANCIAL STATEMENTS SUMMARY CONSOLIDATED AND SEPARATE FINANCIAL REPORTS 56 ABBREVIATIONS AND ACRONYMS 67 CORPORATE INFORMATION 69 In tribute to our members who have passed on 72 & IBC
DEFINITIONS MECHANICAL RIGHTS (also known as reproduction rights) apply when a musical work is legally affixed and/ or reproduced to any medium for public use. Examples include making commercial copies of recordings on cassette, CD, DVD, tape, video, computer hard drives, cell phones (ringtones and track downloads), MP3 players, or any other medium. NEEDLETIME RIGHTS were introduced when the Performers’ Protection Act and the Copyright Act were amended in 2002. These rights entitle performers and record companies to remuneration for the public performance and/or use of their recorded performances. REPROGRAPHIC RIGHTS are administered by the Dramatic Artistic and Literary Rights Organisation (Pty) Ltd (DALRO). We primarily administer reprographic reproduction rights (from published editions), public performance rights (including stage rights for musicals and plays) and reproduction rights (granted for both publishing and copying) in works of visual art. PERFORMING RIGHT The right to have the composition performed in public.
ABOUT THIS REPORT This integrated report (report) presents the holistic performance of the Southern African REPORTING FRAMEWORKS Music Rights Organisation (SAMRO, the AND REGULATIONS organisation or the company) and its subsidiaries1 The preparation of this report was guided by the (the group) for the period 1 July 2017 to 30 June following reporting frameworks and regulations: 2018. Any material events after this date, before publication, have also been included in the report. • International Integrated Reporting Council’s Framework ( Framework) This report is our primary report to our • IFRS stakeholders and outlines our strategy, business model, sustainability initiatives, governance, • Companies Act remuneration and risk management. We have • King Report on Corporate Governance™ for included commentary from the chairperson and South Africa, 2016 (King IV). Copyright and the chief executive officer (CEO). trademarks are owned by the Institute of Directors in Southern Africa NPC and all of its SAMRO is a non-profit company (NPC) with a rights are reserved high public interest score, as defined by the Companies Act, 71 of 2008, as amended (Companies Act). ASSURANCE SAMRO operates in an established control SAMRO is affiliated to other international environment, which is documented and reviewed collective management organisations that regularly. Risk management and internal control collect licensing income on behalf of composers, procedures are in place to provide reasonable but authors and publishers (SAMRO members) in not absolute assurance that SAMRO’s risks are their territories. SAMRO plays a similar role being controlled and assets are safeguarded. in South Africa on behalf of other collective PwC will provide external assurance on the management organisations and makes regular financial information supplied in the report. distributions to them in return. APPROVAL OF THE FINANCIAL INFORMATION We apply International Financial Reporting INTEGRATED REPORT Standards (IFRS) and our financial statements The board of directors (the board) is responsible are publicly available on www.samro.org.za. The for the integrity and completeness of this report. reporting structure, content and data of our The board applied its collective mind to the summarised financial statements are comparable preparation and presentation of the report and to previous reports. PricewaterhouseCoopers accordingly approved the 2018 integrated report Incorporated (PwC) audited SAMRO’s summary for publication. The board believes the report was consolidated and separate financial statements prepared in accordance with the Framework. and its independent report to SAMRO members Signed on behalf of the board: is available on page 53. Jerry Mnisi Nothando Migogo Chairperson Chief executive officer 27 November 2018 27 November 2018 1 he SAMRO Foundation, DALRO, Arab Emirates Music Rights T Organisation (AEMRO), SAMRO House Holdings (Pty) Ltd and SAMRO House (Pty) Ltd. Dormant/Inactive subsidiaries: SAMRO IP Technologies and Gratia Arts. Integrated Report 1
2018 AT A GLANCE DISTRIBUTIONS FOR THE YEAR TO 30 JUNE 2018 CATEGORY DISTRIBUTION DATE OF CREDIT Total available for distribution Foreign (Seq 1) FY2018 2017/07/11 R336,8 million Post (Seq 1) FY2018 2017/07/29 (2017: R351,8 million) Post (Seq 2) FY2018 2017/08/29 Fees in error (Seq 1) FY2018 2017/08/30 Foreign (Seq 2) FY2018 2017/09/12 Supplementary NS1 (Seq 1) FY2018 2017/09/18 Film FY2018 2017/10/04 Post (Seq 3) FY2018 2017/10/18 Cost-to-income ratio Foreign post (Seq 1) FY2018 2017/10/31 Royalty adjustment (Seq 1) FY2018 2017/11/03 40% Grant of rights payment FY2018 2017/11/07 (2017: 38,6%) Performance adjustment FY2018 2017/11/29 (Seq 1) Post (Seq 4) FY2018 2017/12/20 Post (Seq 5) FY2018 2018/01/29 Radio and general (Seq 1) FY2018 2018/03/03 Television (Seq 1) FY2018 2018/04/07 Number of distributions Live (Seq 1) FY2018 2018/04/17 Supplementary NS1 (Seq 2) FY2018 2018/04/25 23* Post (Seq 6) FY2018 2018/05/07 (2017: 31) Performance adjustment FY2018 2018/05/23 (Seq 2) Mobile and internet FY2018 2018/06/01 transmission (Seq 1) Post (Seq 7) FY2018 2018/06/21 Royalty adjustment (Seq 2) FY2018 2018/06/25 1 NS is an abbreviation for Non-Société. This means the work or a share of that Total group licence revenue work has been used belongs to a composer who is affiliated to any society at the time of distribution. (before deductions) R488,9 million OUR PERFORMANCE IN NUMBERS (2017: R483,7 million) GROSS GROUP TOTAL INCOME – 10-YEAR VIEW (Rm) * Number of distributions decreased due 600000 to increased efficiencies in distributions 516,7 processes as well as certain post distributions being consolidated. 480000 426,6 360,3 360000 240000 120000 2008 2013 2018 Year Integrated Report 3
2018 AT A GLANCE CONTINUED R273,7 million R200,7 million (2017: R308,1 million) (2017: R214,4 million) Total distributions Total distributions paid to our members R72,9 million 16 649 (2017: R93,7 million) (2017: 10 500) Distributions to foreign societies Twitter followers 54 710 (2017: 42 766) 3 862 Instagram followers Facebook followers 11 200 members R46 million (2017: 10 500) (2017: R38,7 million) Notes magazines distributed to Cleared undistributed royalties members (undoc) 10 746 members 17 301* (2017: 12 375) (2017: 20 408) Electronic communication via the Total licensees Beat Bulletin newsletter (members) 74 per day 13 452 (2017: 94) (2017: 9 539) Walk-ins at SAMRO Place Members who manage their accounts online 66% 34% (2017: 70%) (2017: 30%) Membership applications Membership applications from received at SAMRO Place contract centres 4 121 (2017: 3 310) 92,7% Accounts managed by the (2017: 96%) publisher services team Query resolution * Total licensees reduced as a result of licensee review as part of operating effectiveness assessment processes carried out internally. WHY BECOME A MEMBER Through its relationships with international collecting societies, SAMRO provides a valuable service to over three million music creators worldwide. Distribution of royalties (highlight distribution cycles) SAMRO Funeral Benefit Scheme SAMRO Retirement Annuity Fund oin forces in lobbying for Copyright Amendment Bill that best suits music creators J AMRO collects royalties worldwide and across South Africa, ensuring that your music S rights are represented and measured at the correct value countrywide Member application and registration is free
ORGANISATIONAL REVIEW 16 374 SAMRO represents more than South African composers four million and publisher members composers and OUR PURPOSE (2017: 14 961) authors • To create value for across the globe the creators and users of music 2001 employees • To protect the 67% African intellectual property rights of writers, 13% coloured composers and music publishers by licensing 7% Indian ESTABLISHED music users 11% white 1961 • To ensure that members whose works SAMRO was established in 1961 as a are broadcast and played 2% foreign company limited by guarantee. Its commercially are paid members comprise southern African their royalties from composers, authors and music licence fees collected publishers. When the new Companies OUR VISION Act was promulgated, SAMRO members by SAMRO • To actively promote To be the global elected to move from a company limited music rights by guarantee to an NPC. Since inception, SAMRO has delivered services the value of copyright and value-added to its members on a services not-for-profit basis. organisation of choice for Africa Rights administered OUR VALUES by SAMRO2 • Accountability PERFORMANCE • Achievement OUR STRATEGIC THEMES RIGHTS • Integrity SAMRO is a member-centric A performance rights • Service excellence organisation that thrives on a high- licence allows musical efficiency and high-performance works to be broadcast, • Teamwork culture. This enables us to successfully performed in public and execute our strategic themes: transmitted by a diffusion service. The licence fees • Optimisation of the business model collected for this use are • Diversification paid as royalties to music composers, authors, • Innovation publishers and affiliated societies 1 AMRO has 200 permanent and 17 contract employees. S 2 SAMRO no longer administers mechanical rights and needletime rights. Mechanical rights are administered by the Composers, Authors and Publishers’ Association (CAPASSO) and following the Performers Organisation of South Africa’s (POSA) merger with the South African Music Performance Rights Association (SAMPRA), needletime rights are now administered by SAMPRA. Integrated Report 5
CHAIRPERSON’S REPORT SAMRO was established to be a world-class collective management organisation (CMO) that protects the rights of composers and authors across the world. In 2018, we focused on aligning the organisation to its core purpose. SAMRO is focused on being a member-centric organisation that is transparent and well governed under the guidance of the board, Nothando Migogo and the executive team. The board approved the new strategy which it formulated in collaboration with executive management. The strategy has three themes: optimisation of the business model, diversification and innovation. OUR OPERATING ENVIRONMENT In 2017, South Africa’s entertainment and media revenue increased by 6,8% year- on-year to R129,2 billion1. Increased accessibility to the internet and digitalisation contributed significantly to revenue growth. This trend is expected to continue and will impact the traditional business model which SAMRO relies on. The internet is becoming the preferred platform for advertisers due to its compelling ability to capture and engage audiences. Currently, broadcasting (television (TV) and radio) constitutes 67% (2017: 66%) of SAMRO’s licensing income. We are committed to unlocking all licensing opportunities related to the use of music. We are particularly targeting the online sales market and assessing live music and local government. The rate of digitalisation in our industry requires us to have a reliable information technology (IT) platform that delivers on our members’ needs by providing accurate, reliable and user-friendly information. Zeus upgrades went live in December 2017 but the platform is not yet at the desired standard. The IT team is working to catalyse our IT system to be more reliable, accurate and user-friendly. Due to the tough economic conditions in South Africa, there are numerous licensees who have delayed or avoided payment. We currently have R72,6 million as a bad debt provision. The impending Copyright Amendment Bill could alter our regulatory compliance requirements, reporting requirements and provide extended user rights. A CULTURE OF GOOD GOVERNANCE AT SAMRO SAMRO is committed to ensuring good governance policies and structures (pages 42 to 44). A fundamental element which will drive the organisation forward is a unitary board with appropriate skills, experience and diversity. Membership issues occupied a significant part of our agenda in that there is currently one independent non-executive director on the board. However, we have set a target to ensure that the board consists of at least three independent members by 2020. We reviewed our policies and performed a board evaluation process. Most notably, the remuneration policy was comprehensively reviewed to ensure alignment with the company’s strategy while driving employee performance. The board evaluation process identified areas which we need to strengthen, and specific training was allocated to directors. Other aspects, such as the delegation of authority to committees and our meeting arrangements, are being closely assessed to optimise their efficiency and value contribution to the board. 1 PwC: Entertainment and media outlook: 2018 to 2022 – An African perspective.
“WE ARE COMMITTED TO UNLOCKING ALL LICENSING OPPORTUNITIES RELATED TO THE USE OF MUSIC.” JERRY MNISI Integrated Report 7
CHAIRPERSON’S REPORT CONTINUED Our ability to attract and retain talent contributes to our TRANSFORMATION sustainability. The CEO and CFO recruitment processes The social and ethics committee outlined the scarcity of skills in our industry. We are improving seeks to address non-compliance our succession planning process to ensure reliable and other challenges that SAMRO is contingencies are in place to manage future vacancies. facing with its scorecard. SAMRO’s The board is satisfied that it performed its duties according to its aim is to achieve a level 4 broad- charter. Improvement areas have been identified and we will based black economic empowerment continue to work towards improving our standards of governance. (BBBEE) rating in the next two years. The organisation’s BBBEE rating ENGAGING WITH OUR impacted our licence income STAKEHOLDERS performance due to licensees resisting to settle their accounts due to our SAMRO engaged with members regarding the company’s lower BBBEE compliance level. membership rules to address issues such as the discrepancies over the various levels of membership. A task team has been In 2018, the appointment of black established to educate members on SAMRO’s legal content women at executive management which is difficult to understand. Additionally, the team will level contributed to the improvement assist in the development of social security systems for of our scorecard. members who are no longer as economically active. We also continued to engage with government on the OUTLOOK Copyright Amendment Bill by submitting our recommendations Our industry and South Africa’s to parliament. During the reporting period, parliament macro-economic outlook will remain deliberated on the submissions and proposals made by various volatile due to the national elections stakeholders in the music and arts industries. in 2019. We will continue striving to improve brand reputation and to In 2014/15, we identified the AEMRO investment as an opportunity. develop our stakeholder inclusive We hoped it would fulfil our diversification objective and approach in line with King IV. contribute to licensing revenue growth, especially at a time when Management will continue realigning growth was lagging. Unfortunately, the investment did not benefit the business to the back to basics our members as we predicted. In hindsight, we recognise that we approach and evolving within the could have taken preventive measures, such as conducting competitive environment. sufficient due diligence. We are committed to transparent disclosure regarding the shortcomings of the investment decision. As such, PwC conducted an initial investigation, and findings APPRECIATION from the second, forensic, investigation by Sekela Xabiso were In conclusion, the AGM held on presented to SAMRO members. For financial information relating 11 December 2018 will be my final to this investment, please refer to the CEO’s report. duty as a board member. It has been an honour and a humbling experience to serve SAMRO in various capacities THE SAMRO FOUNDATION throughout the years. My gratitude The SAMRO Foundation plays a pivotal role as our corporate goes to my fellow board members, social investment (CSI) arm. In November 2017, maestros management and employees for their Kutlwano Masote and Nomfundo Xaluva were elected as contribution. I have confidence in chairman and vice-chairman respectively. The SAMRO Foundation management and the new board that focused on promoting South African music, the notation of they will deliver on SAMRO’s strategy. indigenous music and the reallocation of music investment resources in 2018. Furthermore, over R3 million was allocated to our partner organisations and to bursaries at tertiary institutions. The Concerts SA (CSA) project no longer receives long-term three-year funding from the Norwegian Embassy, and our contracts declined on a year-on-year basis due to fiscal Jerry Mnisi pressures in Norway. Chairperson
OUR VALUE CREATION PROCESS Members entrust their musical rights to SAMRO. Our primary role is to administer these rights on their behalf by collecting licence fees and distributing royalties earned. SAMRO’s administration function entails licensing and collecting fees from music users (such as television and radio broadcasters, live music venues, retailers, restaurants, promoters and shopping centres) who reproduce, distribute and adapt the works of our members. These fees are then distributed to members as royalties during our annual distribution cycles (after administration costs are deducted). INPUTS • Composers, authors and publishers: o 16 374 members o New membership applications: – 66% (2017: 70%) received at SAMRO Place – 34% (2017: 30%) from contact centres ACTIVITIES Administers Copyright protection Artist support performing for composers and authors’ and industry works, and lobbying activities to rights collection development positively influence through the SAMRO music industry and Foundation (page 23), copyright legislation support of SAMRO affiliates/CMOs OUTPUTS • Distribution of royalties for the works of artists • 4 121 (2017: 3 310) accounts managed by the publisher services team • 10 746 (2017: 12 375) electronic communication via the Beat Bulletin newsletter OUTCOMES • R273,7 million (2017: R308,1 million) total distributions • R200,8 million (2017: R214,4 million) total distributions paid to our members • R72,9 million (2017: R93,7 million) distributions to foreign societies • R46 million (2017: R38,7 million) cleared from Undoc • 23 distributions (2017: 31 distributions) Integrated Report 9
OUR VALUE CREATION PROCESS CONTINUED SAMRO DALRO SAMRO is a membership-based organisation and its DALRO, SAMRO’s largest subsidiary, has been operating core function is the administration of various types of since 1967 and licenses the reproduction of literary, intellectual property works in copyright, governed artistic and dramatic-musical works, and offers a range by the Copyright Act, 98 of 1978, as amended. SAMRO of related services1. Members legally assign their rights also owns a property-holding company in which SAMRO to SAMRO, while DALRO acts on an agency basis for its Place is housed. The organisation’s main revenue is members. derived from licensing the rights of music composers, DALRO’s main source of revenue is the administration of authors and publishers. This includes licensing the reprographic rights, although the organisation is SAMRO repertoire of musical works for broadcast, developing other revenue streams in copyright licensing performance in public and transmission through a and related fields. The organisation developed tariff and diffusion service. licensing instruments for licensing these rights to private Composers, authors and publishers assign their rights and public sector businesses, particularly universities to SAMRO for licensing purposes. In return, SAMRO and more recently media monitoring services. Licensing distributes royalties after collecting licence fees from schemes were also developed for visual works of art and users of copyright works (such as broadcasters) and the adaptation of books for film and TV productions. deducting administration costs for this service. SAMRO provides composers, authors and publishers from foreign territories with the same service through a system of bilateral agreements for reciprocal representation with similar organisations throughout the world. SAMRO also receives distributions from these international organisations when our members’ works are performed in their countries. THE SAMRO FOUNDATION NON-ROYALTY COMMERCIAL ENTERPRISES The SAMRO Foundation is an NPC housing the CSI This area of the business houses the group’s activities portfolio of SAMRO. The SAMRO Foundation’s activities that focus on generating non-royalty revenue to aim to promote South African arts and encourages a diversify the sustainable revenue stream for its members, culture of excellence and music education in the arts including rental from SAMRO Place. while supporting the local music industry through a diverse range of programmes (pages 22 to 27). 1 dministration of reprographic reproduction rights (from published editions), public performance rights (including stage rights for A musicals and plays) and reproduction rights (granted for both publishing and copying) in works of visual art.
11 Pixel Kollective x Homecoming Events Integrated Report
OUR VALUE CREATION PROCESS CONTINUED STAKEHOLDER ENGAGEMENT SAMRO engages with stakeholders to ensure the transparency and accountability of our business. The levels of power and influence of each stakeholder group differ. SAMRO aims to build and maintain relationships that achieve shared value by communicating transparently, promptly and effectively with all stakeholders. Our high-level stakeholder engagement feedback discussions for 2018 are highlighted in the reports of the chairperson (page 6) and CEO (page 16). We engage with our key stakeholders through various meetings, our website, online platforms and specific industry conferences and events. STAKEHOLDER STAKEHOLDER EXPECTATIONS/CONCERNS GROUP RESPONSE Composers, • Outdated membership rules • Roundtable sessions and an extraordinary authors and • Ineffective communication general meeting (EGM) dedicated to publishers membership rules and member information • Transparency in royalty payment process around AEMRO • CEO engagements • Appointed a task team to deal with membership-related matters Broadcasters • Adherence to local music initiative • Piloting the media monitoring solution for • Inaccurate distributions TV and radio • Unfair distributions Employees and • Employee wellness • SAMRO conducted a strategy session for unions • Fair remuneration staff in August 2018 • Increased transparency • Engagements with employees on cost to company packages • Engagements with the Commission for Conciliation, Mediation and Arbitration (CCMA) • Wage negotiations with the Communication Workers Union (CWU) Government • Compliance with regulatory requirements • Participated various engagements with • Advising government with policy and industry and government players legislative changes • Various meetings with key individuals to • Transparency of distributions establish a strategy to unlock licensing opportunities • Formation of Copyright Alliance to best respond and provide legislative input in the Copyright Amendment Bill process Membership • Protection and enforcement of copyright • Various memberships and alliances organisations and other intellectual property rights • SAMRO is a founding member of the • Copyright Amendment Bill Copyright Alliance Fellow Africans • Mutually beneficial relationships • Visits by CEO and other management collecting • Need for enforceable and fair copyright members to various countries on the societies laws across the continent continent to build strong relationships • CEO was elected president of the International Confederation of Societies of Authors and Composers (CISAC) Africa, positioning her well in the drive to identify and address areas of concern
MEMBERSHIPS SAMRO has memberships and affiliations with organisations that protect and enforce copyright and other intellectual property rights. MEMBERSHIPS SAMRO CISAC Bureau International des Sociéties Gérant les droits d’Enregistrement et de Reproduction Mécanique (BIEM) DALRO International Federation of Reproduction Rights Organisations (IFRRO) ONLINE PRESENCE AND SOCIAL MEDIA Our website contains vital member-related information, such as: • Licensing application forms • Distribution schedules • Various types of rights and memberships • Relevant links to other information Our website also hosts the Member Portal, enabling members to manage their SAMRO accounts online. Members can view and update personal information, notify works and view accurate current and historical account statements. In 2018, 82,1% of our members (2017: 63,7%) are registered online. Of these members, 70% actively use the platform. SAMRO engages with members on social media platforms such as Facebook, Twitter, Instagram, and YouTube in order to inform them on any pertinent matters that they may need to be aware of. The SAMRO Foundation utilises Facebook, Twitter and YouTube to share the performances of scholarship winners and other beneficiaries. CSA’s information is available on its website and it also has a social media presence on Facebook, Twitter, YouTube and SoundCloud. Integrated Report 13
OUR VALUE CREATION PROCESS CONTINUED MATERIAL MATTERS Our material matters are matters that can substantially impact the company’s ability to create sustainable long-term value. We determine our material matters by assessing the operational risk log, and the local and international macro-economic environment. The table below lists matters that are considered most material to SAMRO: MATERIAL MATTERS DESCRIPTION HIGH-LEVEL FEEDBACK Membership Ability to increase distributions in line SAMRO is working on various initiatives to with membership growth ensure members receive maximum benefit. We aim to improve our royalty payout rate by ensuring efficient frequency and reduced undoc balances. Board composition Alignment with corporate governance SAMRO will ensure that the board comprises a codes sufficient skillset and is appropriately balanced with an adequate number of independent members. Legislative changes Business model relies on existing The lies uncertainty surrounding the new legislation copyright legislation, which could impact SAMRO’s business model. The regulation of societies is being There is a likelihood of government enforcing intensified regulatory changes that would result in CMOs having to report to government on performance and processes. Costs AEMRO investment AEMRO investment was wound up as a result of infeasible overheads and a lack of conducive legal framework, amongst other things. This assisted with containing our spending at group level. Regulation requiring improved efficiencies SAMRO anticipates regulation to enforce strict rules on society which will assist in driving higher distributions to composers, authors and publishers. It is anticipated that regulation will be 20%. Our cost-to-income ratio was 40% and our target is to reduce this to 20% by 2022. Licensing The public broadcaster’s payment Liquidity issues at the public broadcaster are patterns expected to persist. This situation will continue to affect our licensing income. Licensing initiatives We are addressing the simplification of tariffs to streamline our licensing process. Empowering music users to understand the value of music and its importance in their business. Lack of adequate copyright legislation for Collaborating with mechanical music rights new media (CAPASSO) to create licensing solutions for digital service providers.
STRATEGY In support of the group’s vision, we have established three strategic themes: 1. OPTIMISATION OF THE BUSINESS MODEL The optimisation of operations and processes in areas such as invoicing, sales and credit control enables SAMRO to increase value for members and grow licensing revenue. Negotiating favourable tariffs is crucial to ensure that we derive sufficient licensing revenue from our licensees. Providing a more member and licensee centric service. 2. DIVERSIFICATION Working with strategic partners in order to increase licensing and collection in other African territories. Providing value added services for members as well as tech driven customer solutions. 3. INNOVATION SAMRO intends to be a dynamic and future-orientated company which understands members’ wants and needs. We will consistently monitor trends such as digitalisation and ensure that we respond effectively. Our approach to innovation enables us to be a business which gains the affinity of members by offering great value in the changing landscape. Integrated Report 15
CHIEF EXECUTIVE OFFICER’S REPORT WELCOME TO THE 2018 SAMRO integrated report SAMRO is on a drive to reinforce its role as a transparent and accountable entity serving the best interests of its members. In 2018, our membership base increased to 16 374 members as we continued to diligently administer rights, collect licence fees and distribute royalties. SAMRO’s total income decreased by 1.7% to R516,7 million (2017: R525,6 million). The decrease was significantly influenced by the decline in our licensing revenue – which constitutes 95% of our total income. LICENCE AND ROYALTY INCOME 2% 30% 38% 30% Foreign Radio General TV TOTAL INCOME (Rm) 600 525,6 500 477,9 516,7 489,1 453,5 403,5 400 354,5 375,4 315,9 348,4 300 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Amount
“THE COMPANY IS DEDICATED TO PROACTIVELY ADDRESSING OUR MEMBERS’ UNIQUE NEEDS AND DELIVERING ON THEIR EXPECTATIONS.” NOTHANDO MIGOGO Integrated Report 17
CHIEF EXECUTIVE OFFICER’S REPORT CONTINUED General licensing income decreased by 0.6% due to market distributions related to works in the constraints and slow business growth. Furthermore, businesses public domain. We increased have closed down due to economic pressures and defaulted member awareness of the amended on payments. The poor performance was also driven by membership criteria, our nomination reduced market confidence in SAMRO due to negative media, committee engage on board an outdated sales strategy as well as inefficient licensing and composition issues and a dedicated collecting processes. These were key focus areas during department, comprising six the period. employees, was introduced to administer undoc. Despite delayed payments from the public broadcaster, total broadcast revenue increased by 3,3%. We also faced challenges Our involvement in the Copyright to secure a tariff increase during the year. However, an increase Alliance enables us to continually for an annual licence fee worth R80 million (2017: R55 million) lobby and engage with government excluding value added tax (VAT) with a private broadcaster is regarding the development of the in its final negotiation stages. Copyright Amendment Bill. The bill threatens DALRO’s continued The board and management revised the strategy to optimise operations due to extensive the company’s current business processes, diversify educational exceptions. appropriately, and pursue innovation. These objectives will enable us to become a member-centric organisation which SAMRO sponsored the 2018 South achieves increased distributions, efficiency and revenue. African Music Awards (SAMA) held on 2 June 2018, and presented the We strengthened our management team with agile and SAMRO highest airplay special motivated individuals who are professionals in their field and composer award. The Wawela Music have solid knowledge of the industry and our members’ Awards were postponed to 2019. interests. The enhanced competencies of our management team will be an integral driver of our business in future. OPTIMISATION OF THE The company is dedicated to proactively addressing our BUSINESS MODEL members’ unique needs and delivering on their expectations. SAMRO collected R471,9 million We held two EGMs during the year which gave us the (2017: R465,6 million) in licence and opportunity to address membership rules, the lack of royalty income and distributed independent members on our board and unprocessed R273 million (2017: R308,1 million) in royalties. Although our revenue COST-TO-INCOME RATIO (%) increased the impact of AEMRO 40,0 (approx R9m) and Bad Debts 38,6 Provision (approx R31,6m) affected our distributable income in the current period. R127,3 million (2017: 35 R127,9 million) was generated from renewals and R11,5 million (2017: R11 million) was generated from new business. Containing our expenses enabled us to perform comparatively 29,1 27,6 27,6 better than the prior year, however, 26,4 27,5 changes in the accounting of our 25,7 27,4 26,5 internally generated assets still 25 affected overall costs and led to 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 cost-to-income ratio of 40% * 2017 -Amount The cost to income ratio is high because of the impairment loss related (2017: 38,6%). to the investment in the UAE 018 - The cost to income ratio is high because of the impairment loss related 2 We are negotiating towards a single to the investment in the UAE, writing off the POSA loan and other intangible music rights licence between assets. The change in accounting estimate related to the custom built SQL Database also contributes to the increase in expenses which has an adverse SAMRO, Recording Industry of effect on the cost to income ratio. South Africa (RISA), CAPASSO and 1 36% excluding AEMRO costs.
SAMPRA. This could assist our DISTRIBUTIONS (Rm) licensees by reducing the number of350 parties and contracts they would 326,9 have to engage with, allowing the 310,2 licensing process to be simple and efficient, and resulting in more300 305,4 royalty income across the industry. 272,7 Beyond the strategic realignment, 273,0 we aim to implement robust internal 261,7 250 245,9 controls and enhance SAMRO’s 231,2 reputation. LICENCE INCOME SOURCES (Rm) 241,4 211,2 200 500 461,6 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 452,1 436,2 Royalty distribution Grant of rights 400 300 200 100 13,1 13,6 10,3 2016 2017 2018 Performing rights International rights DIVERSIFICATION Foreign income declined by 24,3% FOREIGN INCOME BY REGION (Rm) to R10,3 million (2017: R13,6 million) due to the fluctuating exchange rate 8,6 and timing of revenue receipts from foreign societies. SAMRO maintained 8 its focus of promoting South African repertoire to overseas markets. This 6 enables SAMRO to collect royalties from other societies. 4 3,6 SAMRO’s investment income decreased by 54% to R17,3 million 2 (2017: R37,7 million). We assumed a 0,4 0,7 cautious investment approach due 0,1 0,1 to the subdued macro-economic South Oceana North Asia Africa Europe conditions and political uncertainty. America America Pacific The group deposited its excess cash 2017 2018 into short-term unlisted investments such as call accounts and fixed deposit accounts. Integrated Report 19
CHIEF EXECUTIVE OFFICER’S REPORT CONTINUED In 2014/15 the AEMRO investment was identified as an APPRECIATION opportunity to diversify our revenue streams. We encountered Our members and stakeholders are unfeasible investment costs, constraints in obtaining a trading the core of our purpose and we are licence from the United Arab Emirates (UAE) local government, grateful for their continued support. from rights owners and other societies within CISAC. As a result, we resolved that it would be prudent to wind up the I thank all SAMRO employees for investment. A total of R48 million was written off and their positivity, resilience and investigations from PwC and Sekela Xabiso were commissioned dedication during our transitional to gain full insight of the matter. period. The board’s contributions, guidance and oversight were pivotal INNOVATION and the executive committee played Technology supports our distribution capabilities. It is vital to an enormous role in persevering and ensure that our technology platform is appropriately equipped driving the company forward. to accommodate our members’ needs for faster and more accurate reporting which in turn leads to improved distributions. Despite upgrades going live in December 2017, Zeus, in its present state, remains ill equipped to fully meet these requirements. The radio and general distribution processing was affected by a glitch in the upgraded Zeus system. A committee Nothando Migogo was established to review and prioritise technology CEO improvements in the business model and we spent R7,5 million this year on technology and information system upgrades. We collaborated with reputable service providers to implement a pilot broadcast monitoring system and we are exploring the possibility of partnering with other service providers that will process music usage data for mobile and internet users. Although this service will be outsourced, we intend to integrate it onto our systems to enhance efficiencies. OUTLOOK SAMRO aims to remain dynamic and to maintain an understanding of our members and stakeholders’ expectations. Embedding the new strategy and enhancing our technology capabilities will be crucial in our increasingly digitalised environment. These components will enable the company to achieve improved efficiency and financial health characterised by increased revenue growth, distributions and ultimately an improved cost-to-income ratio. Acquiring licensing revenue will be challenging going forward and will require a keen emphasis on dormant markets and tariff realignment to adequately cover all music usage by existing licensees. Further, the imminent technical recession and negative media sentiment only increase the licensing challenge. The amended membership rules, the possibility of improved board composition and the impending copyright legislation are other factors which could impact our future performance.
VALUE ADDED STATEMENT SAMRO created and distributed R519 million of wealth in 2018 (2017: R550 million). Distributions for member benefit, in the form of royalties, retirement annuity and funeral benefits, endowments for the national arts and other social and cultural allocations, decreased by 3% to R418,4 million (2017: R429,9 million). Payment to employees in the form of salaries, wages and benefits decreased by 5,2% from R115 million to R109 million (2017: R115,1 million). This represented 26,2% of total value distributed. Providers of capital received R2,6 million this year and taxation paid to government totalled R5,2 million. No withdrawals were made from reserves this year (2017: R18,3 million). GROUP 2018 2017 R000 R000 Music licence and royalties 471 983 465 615 Reprographic licence and royalties 52 353 51 866 Administration and other fees 27 429 22 322 Cost of generating revenue (109 895) (78 913) Value added 441 870 460 889 Income from investments 17 267 37 705 Distribution adjustment 60 194 51 804 Wealth created 519 332 550 399 Value distribution Members Music royalty distributions 313 216 310 180 Reprographic royalty distributions 52 353 51 866 Grant of rights payments 23 645 41 617 SAMRO Retirement Annuity Fund (SRAF) and members’ funeral benefit 8 622 9 161 SAMRO Foundation allocation 20 297 16 810 Other social and cultural allocations 314 315 Employees Salaries, wages and benefits 109 796 115 145 Providers of capital Finance costs 2 647 2 542 Government Taxation charge 5 221 4 510 Reinvested in the group Depreciation and amortisation of capital items 32 135 9 155 Transferred from reserves (25 499) (29 618) Retained earnings/(losses) (23 417) 18 716 Total 519 332 550 399 Integrated Report 21
OUR SOCIAL IMPACT SAMRO plays a pivotal role in Africa as a driver of the creative economy. 2018 CSI IN NUMBERS Over More than 84 overseas scholarships for young Over 2 200 bursaries were awarded to all R140 million musicians have been awarded since 1962. The university music departments in South Africa. invested in the scholarships alternate annually for different In 20181 the bursary amount was increased to arts since 1962. disciplines such as composers, singers, R12 000 per student. instrumentalists and keyboard players. This applies to both western art, music and jazz. We supported Over 64 500 original South African works Over 600 live music venues were surveyed 48 music have been archived, the bulk of which are in projects by CSA. schools, and original handwritten manuscripts. the inaugural Mzilikazi Khumalo Bursary granted R30 000 to support a student reading her master’s in indigenous music. Since 2013, the More than 400 new South African music 16 partner venues were supported, and in total, CSA project works commissioned. 300 venues were reached. contributed to the income of over 5 000 artists, reaching an audience of over 250 000 people. We supported The Music Mobility Fund3 received over nine universities 900 applications and supported more than and two 160 tours through nine funding rounds since orchestras to its inception in 2013. perform South African compositions2. 1 9 music bursaries awarded. 9 2 These included compositions by Dizu Plaaitjies, Andile Khumalo, Sibusiso Mashiloane, Errol Dyers and Gloria Bosman. 3 Artists who have benefited include Freshlyground, Madala Kunene, Moonchild Sanelly, Samthing Soweto, DJ Lag, Bombshelter Beast, The Brother Moves On, Sibot, Taxi Violence, Sibusile Xaba, Msaki, Native Young and Make-Overs. SAMRO has been promoting the sustainability of artistic communities and music for over 60 years. We represent and support musicians and artists by protecting their livelihood and providing professional counsel and guidance. SAMRO is a membership-based organisation able to influence arts policy at government level, preserve our musical heritage and build the capacity of arts organisations. Our employees’ collaboration and commitment are pivotal drivers in our pursuit of excellence (page 31). SAMRO’s corporate citizenship philosophy is based on the Freedom Charter and is closely related to our commitment to stakeholder development. These values have been the foundation of our corporate culture since 1962.
CSI projects are managed by the for the National Arts (SENA), a subcommittee of the board SAMRO Foundation and are that operated until 2011. The SAMRO Foundation, established concentrated in the areas of: in 2012, emerged from SENA and is a semi-autonomous non- profit organisation (NPO). The SAMRO Foundation is fully • Music education programmes registered as a public benefit organisation approved for • Music heritage section 18(a), meaning contributions are tax-deductible in the • Conservation and promotion hands of donors. The SAMRO Foundation has a team of through the SAMRO music dedicated and passionate individuals who work relentlessly to archive successfully execute numerous projects. • Music/cultural industry support Since inception, the Foundation has invested more than through the SAMRO Stakeholder R140 million in supporting and nourishing the South African Hub cultural landscape through bursaries, scholarships, commissions, the preservation of music heritage and other SAMRO allocates 8,3% of operational industry enrichment projects. The Stakeholder Hub continues profit before distribution and tax is to benefit creative industry organisations and our live allocated to the Foundation, the performance initiative, CSA. CSA has played an instrumental SRAF and the SAMRO Funeral role in the betterment of music in southern Africa through Benefit Scheme. This is in increased partnership, diversity, range and scope. New accordance with the provisions partnerships in the Netherlands, the United States of America, contained in the standard CISAC- Germany and France have changed the scope of our global approved reciprocal agreement. The relationships. SAMRO Foundation allocates funds to projects annually. The board Our large archive of musical scores is now available online. This receives feedback on activities and is an accessible platform to preserve, promote and support progress at all board meetings and southern African musicians through the SAMRO Music Archive funds are allocated transparently. Online Portal. The Indigenous African Music (I AM) transcription projects, funded by the US Ambassador’s Fund for Cultural THE SAMRO Preservation, are also playing a role in the advancement of African music. These platforms give southern African FOUNDATION composers the opportunity to publish and sell their works to The SAMRO Foundation’s ethos global markets. can be summarised as “roots to fruits”, with a strong emphasis on ploughing resources back into the communities in which we operate, so those roots will bear new fruits. SAMRO’s sustainability perspective is driven through its corporate social responsibility activities and the social and ethics committee. The group’s CSI initiatives are channelled through the SAMRO Foundation, which provides investment support for music education and the development and promotion of South African composers, authors and artists. The SAMRO board took on CSI responsibilities in 1962 but in 1996 founded the SAMRO Endowment Integrated Report 23
OUR SOCIAL IMPACT CONTINUED SAMRO FOUNDATION FOCUS AREAS The SAMRO Foundation affirmed its commitment to the arts in South Africa by focusing on five strategic areas, implemented through the projects outlined in the table below: STRATEGIC FOCUS AREAS OBJECTIVES PERFORMANCE FEEDBACK Encouraging • Return on investment • Growth in careers of artists who have been excellence in • Brand awareness beneficiaries of the Foundation’s initiatives the arts • Appreciation messages via email or social • Goodwill media expressing gratitude, and impact of funding or platform on performing composer and/or author members Facilitating • Improved cooperation in sector • 900 artists benefited economic • Economic growth in sector • 16 partner venues supported participation in the creative • Formalisation of the sector • 300 venues impacted economy • Increase in platforms • 80 000 audience members attended CSA events • 400 concerts held Promoting living • Increased awareness of southern African • Visits from academic researchers such cultural heritage culture/music as Christine Lucia, Thomas Pooley and • Increased awareness of archived works Andile Khumalo • Increased commissioning of new works • Client attendance at the World Choir Games and the Johannesburg Festival Orchestra • International access • Commissioning of 12 new works by SAMRO members • Incorporation of the David Polecutt scores collection into the archive • Two SAMRO scholarships winners, Ntandu Ngcapu and Darren English, represented South Africa at the Amersfoort International Jazz Festival Influencing • Improved awareness of the music sector • Granted Christine Lucia access to archive cultural and arts (internal and external) information which will assist with the policy – through • Building on old research to provide a publication of her research on JP Mohapeloa research and broader knowledge base • Participated in policy discussions including advocacy consultations for the white paper on arts and • Representing musicians at related policy events culture and the indigenous knowledge bill • Influenced the white paper on arts and culture to acknowledge the need for improved live music support Building capacity • Improved professionalism in sector • Supported numerous organisations in the and Institutional • Improved income generation to recipients music sector through micro-grants strength of arts • Developed a refined policy to ensure organisations • Improved compliance in the sector effective support for stakeholders and assisted them with compliance • SAMRO Talks commenced to help young music entrepreneurs navigate the music ecosystem
MUSIC CONSERVATION, CSA PRESERVATION AND The SAMRO Foundation receives financial, administrative and technical support from the Norwegian Ministry of Foreign PROMOTION Affairs (MFA), SAMRO and Concerts Norway. This relationship The SAMRO Music Archive houses resulted in the formation of CSA in 2013. CSA partners with approximately 64 500 scores written musicians, promoters, venue-owners and audiences to build by South African composers and music circuits and promote the mobility of southern African members. These scores include artists. It focuses on live music performances at venues and photographs, books, CDs and other schools in disadvantaged areas, as well as skills development recordings. The archive is accessible for the music sector at large through workshops. Another to the public and researchers for focus area for CSA is research, focusing on audience academic, media and other purposes. development, live music environment and reviewing mapping. Music industry incubator Through expanding our international portfolio of projects and (INCUBINC) partners, CSA is represented at Live DMA (European network INCUBINC is the leading creative for music venues and festivals). The team will also visit Oslo, industry project accelerator in Africa Norway, in 2018 to meet potential partners. This could benefit which address the need for the southern Africa region. administrative and business support. CSA is constantly seeking funders in South Africa and It aims to enhance the careers of internationally. The Norwegian Embassy extended its support artists by promoting productivity, by another year and we submitted funding proposals to the professionalism and profitable UNESCO-International Fund for Cultural Diversity, the National products in our industry. Lotteries Commission and the National Arts Council. The programme “Umhlambi Zenyathi” The CSA Mobility Fund awarded grants to 34 projects in 2018. mentors and nurtures a defined range 12 tours were supported in the SADC region and 22 in South of new artistic enterprises, involving Africa. The project continuously contributes to an income for emerging and established artists hundreds of musicians and many support staff. with defined products, projects or programmes. There is a dedicated For more information, visit the CSA website at team of scouts who search for http://www.concertssa.co.za. artistic potential. Integrated Report 25
OUR SOCIAL IMPACT CONTINUED Industry support – Stakeholder Hub The SAMRO Foundation Stakeholder Hub is an initiative which consolidates the organisation’s commitment to institutional development in the arts. Through administrative backing and infrastructure, the Stakeholder Hub develops other arts organisations. INTERNAL PROJECT DETAILS AND SCOPE OF SUPPORT Arts and Culture ACT is South Africa’s premier independent arts and culture funding and development agency. Trust (ACT) Several focused funding and development programmes implemented by ACT support a broad range of activities nationally. Through the professional development programme the trust makes funding available to individual artists, practitioners and arts and culture organisations and institutions in the form of once-off grants. Academic and The SAMRO Foundation partnered with ANFASA to sponsor grants for authors with a specific Non-Fiction interest in music research as part of the ANFASA Grant Scheme for Authors. SAMRO Authors subsidised ANFASA’s rent for three years, but ANFASA now pays full rental costs. Association of South Africa (ANFASA) CASA1 The National Music Composers’ Workshops were supported by the National Arts Council (NAC) and administered by SAMRO and the Foundation from 2013 to 2015. The funds granted to CASA were used to run four national workshops for composers and musicians. The workshops and reports to the NAC were completed and the final instalment was paid in February 2016. Music Pioneered by SAMRO in 2003, MOSHITO has become an independent entity and the largest, Conference and most influential music industry trade fair and expo in Africa. Exhibition (MOSHITO) Creative and CCIFSA is a representative body set up with the assistance of the Department of Arts and Cultural Industries Culture for the cultural and creative sectors in South Africa. It was formed as an NPO to Federation of promote and develop the social and economic interests of the cultural and creative industries South Africa by acting as a representative body for these sectors. (CCIFSA) Musician MASA joined the SAMRO Foundation Stakeholder Hub programme in May 2016, taking over Association of from SACA. South Africa (MASA) 1 Until its dissolution earlier in 2018.
EXTERNAL PROJECT DETAILS AND SCOPE OF SUPPORT Arterial Network ANSA addresses matters of networking and advocacy in the arts. South Africa (ANSA) Music in Africa MiA is a partnership between the SAMRO Foundation, the Goethe Institute and the Siemens (MiA) Foundation. Business and Arts BASA offers links and support between arts organisations and businesses in the form of South Africa workshops and networking meetings throughout the year. André le Roux is a member of the (BASA) board of BASA. The African The African Cultural Heritage Trust is a national community-based non-governmental Cultural Heritage organisation (NGO) that strives to protect and promote Amasiko/Ditso (Living Heritage). With Trust the Zindala Zombili African Music and Dance Festival, it hosts a regular pan-African showcase of traditional cultures. The Puku The Puku Children’s Literature Foundation is an independent NGO whose core objective is to Children’s bridge the literacy divide that confronts the majority of South African children. It develops Literature dynamic and innovative programmes to improve the quality of children’s books and Foundation recreational materials in all South African languages through print and digital means. GOING FORWARD In the next year, we will: • Utilise all existing channels to improve communication with members • Collaborate with the marketing and licensing department for businesses pitches • Focus on strengthening relationships with current licensees and potential clients through licensee roundtables • Work towards developing a group brand persona and identity Integrated Report 27
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